MCO Form 4: Fauber exercises options, sells 415 shares under 10b5-1 plan

Rhea-AI Filing Summary

Robert Fauber, President and CEO of Moody's Corporation (MCO), reported option exercises and a sale executed pursuant to a Rule 10b5-1 plan adopted July 30, 2024. On 09/15/2025 he had three option-related acquisitions: 56, 134 and 91 shares tied to employee stock options with exercise prices $80.81, $94.18 and $113.34, respectively. The filing shows a contemporaneous sale of 415 common shares at $512.65. Following the reported transactions, Fauber's beneficial common stock holdings are shown around 61,349.984–61,764.984 shares depending on each line item. The report was signed by Elizabeth McCarroll by power of attorney on 09/16/2025.

Positive

• Transactions executed under a Rule 10b5-1 plan, indicating pre-planned, compliant insider trading
• Option vesting follows stated schedules, consistent with standard executive compensation practices

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Transaction executed under an existing 10b5-1 plan; routine executive option exercises with a small open-market sale.

The report documents standard executive compensation activity: vesting-scheduled option exercises and a sale of 415 shares under a pre-established Rule 10b5-1 trading plan adopted July 30, 2024. Vesting schedules referenced indicate options vest one-fourth annually from stated grant dates, consistent with typical multi-year grants. The filing is procedural and compliant with Section 16 reporting requirements; it does not disclose any corporate developments or material operational metrics.

Securities Analyst

TL;DR: Option exercises increase insider-held shares modestly while a small sale occurred; no new information on company performance.

The filing shows three option exercises (56, 134, 91 shares) at exercise prices of $80.81, $94.18 and $113.34 respectively, and an associated open-market sale of 415 shares at $512.65. The transactions were processed via a Rule 10b5-1 plan, reducing signaling risk. Post-transaction beneficial ownership totals are reported in the low 61,000-share range across lines. There is no revenue, earnings, or strategic disclosure to change valuation assumptions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Fauber Robert

(Last) (First) (Middle)

7 WORLD TRADE CENTER

250 GREENWICH STREET

(Street)

NEW YORK NY 10007

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MOODYS CORP /DE/ [ MCO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		M		56(1)	A	$80.81	61,539.984	D
Common Stock	09/15/2025		M		134(1)	A	$94.18	61,673.984	D
Common Stock	09/15/2025		M		91(1)	A	$113.34	61,764.984	D
Common Stock	09/15/2025		S		415(1)	D	$512.65	61,349.984	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$80.81	09/15/2025		M			56	02/12/2017(2)	02/12/2026	Common Stock	56	$0	110	D
Employee Stock Option (right to buy)	$94.18	09/15/2025		M			134	07/01/2017(2)	07/01/2026	Common Stock	134	$0	269	D
Employee Stock Option (right to buy)	$113.34	09/15/2025		M			91	02/23/2018(2)	02/23/2027	Common Stock	91	$0	6,699	D

Explanation of Responses:

1. Exercise and sale of shares pursuant to a Rule 10b5-1 plan adopted by Mr. Fauber on July 30, 2024.

2. One fourth of the options vest each year beginning with the date indicated.

Remarks:

	Elizabeth McCarroll, by power of attorney for Robert Fauber	09/16/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transactions did Robert Fauber report on Form 4 for MCO?

The filing reports exercises of employee stock options for 56, 134 and 91 shares and a sale of 415 common shares executed on 09/15/2025.

Were the transactions executed under a 10b5-1 plan?

Yes. The report states the exercises and sale were pursuant to a Rule 10b5-1 plan adopted by Mr. Fauber on July 30, 2024.

What prices were associated with the option exercises and the sale?

Exercise prices were $80.81, $94.18 and $113.34; the sale price reported was $512.65 per share.

How many shares does Fauber beneficially own after these transactions?

The filing lists beneficial ownership amounts in each line in the range of approximately 61,349.984 to 61,764.984 shares following the reported transactions.

Who signed the Form 4 on behalf of Robert Fauber?

Elizabeth McCarroll signed by power of attorney for Robert Fauber on 09/16/2025.